01—Abstract
Summary
Summary of the 8-K filed June 1, 2026. Cited figures are marked; the original filing is the authoritative source.
On June 1, 2026, Principal Financial Group, Inc. issued $400,000,000a aggregate principal amount of its 5.300% Senior Notes due 2037.
The notes were issued under a Senior Indenture dated May 21, 2009, among the Company, Principal Financial Services, Inc. (PFSI) as guarantor, and The Bank of New York Mellon Trust Company, N.A. as trustee, as supplemented by an Eighteenth Supplemental Indenture dated June 1, 2026. The notes are fully and unconditionally guaranteed by PFSI under a guarantee dated June 1, 2026. The notes were sold under an automatic shelf registration statement on Form S-3 (File Nos. 333-293726 and 333-293726-01) that became effective upon filing with the SEC on February 25, 2026.
The sale closed on June 1, 2026. The sale was made under an Underwriting Agreement dated May 27, 2026 with BofA Securities, Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC acting as representatives of the underwriters.
The filing is primarily a debt issuance disclosure. It creates a $400 millionb direct financial obligation for the Company, and the filing itself does not state how the proceeds will be used.
02—Key points
Key Highlights
- Issued $400,000,000 aggregate principal amount of 5.300% Senior Notes due 2037 on June 1, 2026.
- Notes are fully and unconditionally guaranteed by Principal Financial Services, Inc. (PFSI).
- Issued under the Senior Indenture dated May 21, 2009 with The Bank of New York Mellon Trust Company, N.A. as trustee, supplemented by the Eighteenth Supplemental Indenture dated June 1, 2026.
- Sold under an automatic shelf registration statement on Form S-3 effective February 25, 2026.
- Underwriting Agreement dated May 27, 2026 with BofA Securities, Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as representatives of the underwriters.
- Legal opinions were provided by Debevoise & Plimpton LLP (notes and guarantee) and George Djurasovic, Vice President and Interim General Counsel (guarantee).
03—Questions
Frequently Asked Questions
What securities did Principal Financial Group issue?
The Company issued $400,000,000 aggregate principal amount of 5.300% Senior Notes due 2037 on June 1, 2026.
Who guarantees the notes?
The notes are fully and unconditionally guaranteed by Principal Financial Services, Inc. (PFSI) under a guarantee dated June 1, 2026.
Under what registration and documents were the notes issued?
The notes were sold under an effective automatic shelf registration statement on Form S-3 (File Nos. 333-293726 and 333-293726-01), effective upon filing on February 25, 2026, and were issued under the Senior Indenture dated May 21, 2009, as supplemented by the Eighteenth Supplemental Indenture dated June 1, 2026.
Who were the underwriters for the offering?
The Underwriting Agreement dated May 27, 2026 named BofA Securities, Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as representatives of the underwriters.
When did the sale of the notes close?
The closing of the sale of the notes occurred on June 1, 2026.
04—Continue